The Republic of Congo in $850 Million Sovereign Bond Offering

Cleary Gottlieb represented the Republic of Congo (Congo) in an international sovereign bond offering of $850 million 9.5% amortizing notes due 2036.

The offering, which took the form of a private placement outside the U.S. in reliance on Regulation S, priced on May 20, 2026 and closed on May 26, 2026. The notes have been admitted to trading on the Main Market of the London Stock Exchange.

The net proceeds of the transaction are being used (i) to finance the repurchase of Congo’s outstanding U.S. dollar-denominated 9.875% amortizing notes due 2032 and (ii) to refinance its existing domestic debt in the form of short-term treasury bonds issued on the Communauté économique et monétaire de l’Afrique centrale (CEMAC) capital markets (maturing between June and September 2026).

Concurrently with the offering, Congo commenced an offer to purchase for cash any and all of its outstanding 2032 Notes. Congo accepted tenders representing an aggregate of $564 million in principal amount of 2032 notes, which settled on May 26, 2026. The remaining outstanding amount of the 2032 notes is being redeemed pursuant to Congo’s announced exercise of the clean-up redemption option under the terms of the 2032 notes, which is expected to settle on June 12, 2026.

For more information, please see the press release.

The Cleary team included partners Barthélemy Faye and Frederic Martin and associates Pap Diouf, Paul Boswell, Julie Jacquemoud, Johanna Jumelet, and Pierre Fusz.